SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------
Form 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
------------
July 15, 1997 (July 15, 1997)
(Date of Report (date of earliest event reported))
HFS Incorporated
(Exact name of Registrant as specified in its charter)
Delaware 1-11402 22-3059335
(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation or organization) Identification Number)
6 Sylvan Way
Parsippany, New Jersey 07054
(Address of principal executive office) (Zip Code)
(201) 428-9700
(Registrant's telephone number, including area code)
None
(Former name, former address and former fiscal year, if applicable)
<PAGE>
Item 5. Other Events
On April 30, 1997, HFS Incorporated (the "Company") acquired PHH Corporation
("PHH") by merger (the "PHH Merger") for approximately 30.3 million shares of
Company common stock in exchange for all of the outstanding common stock of PHH.
PHH is the world's largest provider of corporate relocation services and also
provides mortgage and fleet management services.
The Securities and Exchange Commission in its Accounting Series Release No.
135 ("ASR No. 135"), prohibits affiliates of a company that are a party to a
business combination from selling any common stock received in such business
combination accounted for as a pooling of interests until such time as financial
results covering at least 30 days of post-merger combined operations have been
published. In accordance with ASR No. 135 and certain provisions of the
Agreement and Plan of Merger, dated as of November 10, 1996 by and among the
Company, Mercury Acq. Corp., a wholly owned subsidiary of the Company, and PHH,
the combined results of operations for the month ended May 31, 1997 were as
follows:
Revenues $ 190,374,000
Net income 41,243,000
The above results have been prepared and published only for purposes of
complying with the above contractual requirements and with pooling of interests
accounting requirements and therefore are not indicative or predictive of
results for any interim period or for the calendar year ended December 31, 1997.
The results also do not include a one-time restructuring charge of approximately
$287 million before related tax benefits recorded upon consummation of the PHH
Merger on April 30, 1997.
1
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
HFS INCORPORATED
By: /s/ Scott E. Forbes
Scott E. Forbes
Senior Vice President and
Chief Accounting Officer
Date: July 15, 1997
2
